OREANDA-NEWS. October 28, 2015. Following the announcement by AS Citadele banka (the "Company" or the "Bank") on 15 October 2015 of its intention to proceed with an initial public offering ("IPO" or the "Offer"), the Company today announces the expected price range and launch of its IPO once an approved price range prospectus (the "Prospectus") is published today containing full details of the Offer.

Offer highlights

·     The Company intends to apply for the admission of its new ordinary B shares ("Shares") to the NASDAQ OMX Riga (the "Riga Stock Exchange"), along with global depositary receipts ("GDRs") representing such Shares to the standard segment of the London Stock Exchange (together, the "Admission")

·      One GDR represents an interest in 6 Shares

·      The price range for the Offer has been set at between €1.15 and €2.00 per Share and between \\$7.797 and \\$13.56 per GDR

·      At the mid-point of the price range this implies a market capitalisation at Admission of approximately €362mn, including proceeds from the IPO and overallotment, based on the shares outstanding prior to the offering

·      Upon completion, the Offer would be the first IPO in Latvia since 2004 and the Bank would be the only Latvian-based company listed on the London Stock Exchange at the time of unconditional trading

·      Final pricing is expected to be announced on or around 4 November 2015, with the commencement of unconditional dealing in Shares on the Riga Stock Exchange and GDRs on the London Stock Exchange expected on 10 November 2015

Offer details

The Offer consists of two tranches: (1) a tranche of Shares (in the form of Shares and GDRs) will be initially offered to qualified investors in and outside of Latvia, Lithuania and Estonia (together "the Baltics"; the "Institutional Tranche"); and (2) a tranche of Shares will be initially offered to persons in a public offering in Latvia, Lithuania and Estonia (the "Retail tranche"), in each case as permitted by applicable laws and regulations and the terms included in the Prospectus.

Price Range and Offer Launch

23 October 2015

Publication of Prospectus

23 October 2015

Offer Close

3 November 2015

Pricing

4 November 2015

The Securities are being offered outside the United States in reliance on Regulation S under the Securities Act of 1933, as amended (the "Securities Act") and within the United States to certain qualified institutional buyers as defined in, and in reliance on, Rule 144A or another exemption from, or a transaction not subject to, the registration requirements under the Securities Act.

In relation to the IPO, Citigroup is acting as Sole Global Co-ordinator. Citigroup and EFG Hermes are acting as Joint Bookrunners. Raiffeisen Bank International, Mediobanca and LHV are acting as Co-Lead Managers.

Subscription of shares by retail investors

Subscriptions for Securities can be made from 23 October 2015 at 10:00 (Latvian time) to 3 November 2015 at 15:00 (Latvian time) inclusive.

Notwithstanding Citadele's general discretion to reject offers for subscription at its sole discretion:

·      Any retail investor who is resident in Latvia, Lithuania or Estonia and who submits a valid Subscription Order for Shares with a total subscription price of at least €50 is guaranteed to receive a number of Shares equal to €50 divided by the Offer Price (rounded down if such number of Shares does not equal a whole number); and

·      Any retail investor who is also an employee or officer of Citadele Group, and resident in Latvia, Lithuania or Estonia only, who submits through Citadele or AB Citadele bankas a valid Subscription Order for Shares with a total subscription price of at least €1,000 is guaranteed to receive not less than a number of Shares equal to €1,000 divided by the Offer Price (rounded down if such number of Shares does not equal a whole number), except that if the total allocation for such employees and officers exceeds 1% of the Offer, then the guaranteed amount of €1,000 shall be reduced pro-rata such that the total allocation for such employees and officers does not exceed 1% of the Offer.

For full details on how to subscribe and for full terms of the Offer, please refer to the Prospectus, which is available to download on Citadele's website at: http://www.cblgroup.com/ipo.